Tangled Web
by MetroXLR99
Summary: AU an old friend from Pepper Ann's past moves to Hazelnut...but, Pepper Ann and Nicky Little soon discover that Peter Parker has "changed" since PA last saw him...and, Hazelnut will NEVER be the same, again. PeterxPepper Ann, slight PeterxNicky, EddiexNicky [On Hiatus until Further Notice]
1. Old Friends

Pepper Ann copyright Sue Rose/Disney

Spider-Man copyright Marvel Comics

* * *

><p>Tangled Web<p>

Chapter 01: Old Friend

* * *

><p>The town of HAZELNUT...<br>it's a pretty average place, full of average people living simple, normal lives.

while some are are "natural" citizens most of the town residence are people from much BIGGER towns and cities, who move to town for "better" lives.

one such person was Lydia Pearson.  
>who was a single mother who moved back to Hazelnut with her daughter Pepper Ann.<p>

but, ANOTHER person was to return to the small, quiet town...with her "special" grandson

[Hazelnut High School, Noontime]

a fourteen year old girl in glasses with Strawberry Red hair and, wearing a purple shirt and yellow skirt rushed into the school halls.

"oh, FUZZY!  
>i can't believe I'm late!" said the girl<p>

just as soon as she dashed into a corridor-

CRASH!

the girl bumped into someone and fell on her rear.  
>she looked up and saw Princible Hickey...her "worst enemy"<p>

"P-Princible HICKEY!"

the middle-aged man scowled at her.

"well, well...i fit isn't PEPPER ANN PEARSON.  
>and, late for class AGAIN I see...(tsk-tsk), you haven't changed one bit since Grade School."<p>

Pepper Ann stood up.

"S-Sorry, Princible Hick-"

"just get to CLASS.  
>I'll speak to your mother about this later."<p>

the redhead grumbled.  
>she then walked off.<p>

"and, remember: NO RUNNING IN THE HALLS!"

Pepper Ann growled in her throat.

"man, can this day get any worse?"

Pepper Ann walked into her classroom.  
>naturally, all the other students were already seated...and the teacher scowled at her.<p>

"Ms. Pearson...your late again.  
>I'm afraid I have to issue you a DETENTION SLIP."<p>

the man handed Pepper Ann a pink piece of paper.  
>Pepper Ann groaned as she squeezed the paper and stuffed it in her pocket.<p>

"stupid, blasted-"

"please take your seat, PEARSON."

Pepper Ann sighed, then walked over and sat on a chair.  
>sitting right next to her was a girl with long, light blonde hair who wore a light blue sweater, dark pink skirt and a long-sleeved sweater tied to her waist.<p>

"late again, I see." said the girl in a "timid" sounding voice

"gee, what was your first clue, NICKY." said Pepper Ann

Pepper Ann then sighed.

"man, I sure wish Milo wasn't spending the weekend with his dad...I miss him already."

"as do I.  
>but, we'll have to make the best of it." said Nicky<p>

just then, Princible Hickey walked in.

"Class...as Princible of this fine school.  
>it is my jo-I, err...mean HONOR to introduce a new student to our fine institution."<p>

at that moment, a brown haired, blue eyes teenager walked in.  
>wearing only a simple short sleaved shirt, blue jeans and a backpack.<p>

"Class...this is Mr. Peterson Benjamin Parker.  
>he just moved to Hazelnut from New York, so...let's make him feel at home."<p>

Peter waved at the other, smiling timidly Nicky was the first to smile and wave at him...Pepper Ann just stared.

"peter...  
>hmmm...why does that name sound so FAMILURE."<p>

"Mr. Parker...please take your seat." said Hickey

"uhhh...o-okay."

Peter walked over and sat down quietly.

"now, Mr. Carter...continue with the lesson."

Hickey then walked off.  
>various kids stared at Peter and began talking quietly (Trinket and Alice Kane, mostly)<p>

Peter just sighed sharply.

[Later, After School]

Pepper Ann and Nicky Little walked out the school building.  
>it was at that moment that Nickey saw Peter walking alone.<p>

"hey, Pepper Ann...why don't we go over and talk to Peter."

"why?"

"well, he IS new here.  
>we should be civil and make him feel comfortable here at Hazelnut."<p>

Pepper Ann scoffed.

"why should ANYONE be comfortable here!, Hazelnut is such a boring town."

Nicky glared at Pepper Ann, growling a bit.

"but, I guess it couldn't hurt to talk to him." said Pepper Ann nervously

Nicky smiled.  
>the two then walked over to Peter.<p>

Nicky was the first to approach him.

"Excuse me..."

Peter looked at the two girls.

"yeah?"

"Hi, my name is Nicky, Nicky Little.  
>and, this is my friend: Pepper Ann-"<p>

"Pearson?" said Peter, as if excited

Pepper Ann eyes him.

"you...KNOW me?"

"of course i do, we're OLD FRIENDS!"

Pepper Ann still looked confused.  
>Peter then sighed sharply.<p>

"hold on."

Peter reached into his pocket and took out a pair of black rimmed glasses.  
>he put them on, and after a few minutes...Pepper Ann stared in shock.<p>

"oh...my gosh, PETER!"

Peter smiled sheepishly.  
>Nicky then looked at both of them.<p>

"am I...missing something?"

"Nicky, this is PETER PARKER!  
>he's an old friend of mine, I knew him LONG before I ever moved to Hazelnut!"<p>

Peter nodded, then removed his glasses.

"we were only young kids at the time.  
>but, Pepper Ann moved away a long time ago...I never saw her again after that."<p>

"why, that's wonderful!  
>uh, that your here NOW, I mean." said Nicky<p>

Pepper Ann looked at her friend.

"so, Pete...what have you been up to the past several years?"

Peter darted his eyes, as if thinking (and, worried) about something.

"oh...you know: THIS...and, THAT.  
>I try not to dwell on the past that much."<p>

"what about your Aunt and Uncle, how are they doing?"

Peter looked a little pale.

"Aunt May is fine."

Pepper Ann raised an eyebrow.

"what about your Uncle Ben?"

Peter looked down.

"let's just say...New York can be a "dangerous" place.  
>and, Aunt May decided to move here to Hazelnut after..."<p>

Nicky gasped.

"oh my..."

"Uncle Ben is GONE?" said Pepper Ann, stunned and shocked

"man...I-I can't believe it!  
>and, he was such a nice guy, too.<p>

"yeah...well, as I said: I try not to dwell on the past."

Pepper Ann nodded.

"right.  
>SO, you want us to show you around?"<p>

"SURE!, I'd love to."

"Kay, let's go.  
>I have TONS of things to show you."<p>

"EEK!" shrieked Nicky

"what?" said Peter

"THERE'S A SPIDER ON YOUR SHIRT!"

Peter looked and saw a small Spider crawling down is arm.  
>he effortlessly brushed it off, as if it was nothing.<p>

"WHEW!, that was close.  
>your lucky it didn't bite you!" said Nicky<p>

"eh, I've ALREADY been bitten by one of those things before." said Peter

Peter then looked at them.

"so...we going, or what?"

"sure...let's go hit the town!" said Pepper Ann

the three teens then all walked off together, with Pepper Ann leading the way.

* * *

><p>Author Note: the first chapter of my Crossover story, which will (hopfully) renue interest in the Pepper Ann series.<p>

my reasons for doing this story is THAT, and the fact that Spider-Man is a superhero that kids can relate to...and, Pepper Ann and Nicky Little are like Alternate Versions of 'Mary Jane Watson' and 'Gwen Stacy' to me.

Peter Parker HIMSELF will be more like a fusion between "Amazing" and "Ultimate"


	2. Hazelnut's Protector

Pepper Ann copyright Sue Rose/Disney

Spider-Man copyright Marvel Comics

* * *

><p>Tangled Web<p>

Chapter 02: Hazelnut's Protector

* * *

><p>[Parker House, Later That Day]<p>

Pepper Ann, Nicky and Peter walked down a street, talking.

"so, this MILO is some artist whose spending the weekend at Hawaii with his dad?" said Peter

Nicky nodded.

"uh-huh.  
>such a shame he isn't here, right now...you two would get along splendidly"<p>

Nicky then decided to change the subject.

"so, ANYWAY...how long have you and Pepper Ann known each other?"

"uhhhh...well." stuttered Pepper Ann

"I first met PA when we were kids in Pre-K." began Peter

"we were friends for a few years, then she moved away when she turned Five."

"YEAH, I remember that!  
>that was when Mom decided to move to Hazelnut...to raise Me and Moose."<p>

Peter looked at Pepper Ann.

"Moose?"

"my little sister."

"Sister, huh?  
>MAN...we have been away for a long time."<p>

"so, you just live with your Aunt?" said Nicky

"yeah, we're all the family we have left."

"Don't you have any parents?"

"no, they died when I was a baby...that's why I lived with my Aunt and Uncle."

Nicky looked pretty stunned.

"oh, my...you poor boy."

Pepper Ann sighed sadly.

"I still can't believe your Uncle Ben is gone.  
>I mean...he was like a Second Grandpa to me!"<p>

Pepper Ann chuckled softly.

"I still remember the time he played that "quarter trick" on me."

Peter chuckled.

"yeah...Ben DID love that old quarter gag."

Nicky looked confused.

"quarter-"

"he pretended to eat a quarter...only to pull "it" out of my ear." explained Pepper Ann

"oh."

Pepper Ann looked at Peter.

"so...how did he die?"

Peter looked away.

"carjacker."

"my gosh..." said Nicky

"hey, like I said: New York is a dangerous place.  
>I don't blame Aunt May for wanting to move here to Hazelnut...it's pretty nice, here."<p>

"and, BORING." added Pepper Ann

the teens approached a house...where they saw a moving van.

"this, uhhhh...YOUR HOUSE?" asked Nicky

"yep.  
>I know it isn't much...but, it'll be HOME soon." said Peter<p>

"PETER!"

the three looked and saw a woman with graying hair approach.

"hi, Aunt May."

May hugged Peter.

"nice to see you.  
>and, how was school?"<p>

"oh, you know...AVERAGE."

May smiled.

"that's good.  
>and, I see you've made some new friends."<p>

"well, ACTUALLY...only Nicky is New.  
>THIS is Pepper Ann, you know...that girl we knew from a long time ago."<p>

"Little Pepper Ann?...is that YOU!"

Pepper Ann smiled sheepishly.

"hey, Aunt-"

May hugged the girl

"MAY!"

"Bless My Soul...you've grown SO TALL.  
>why, your practically a Woman already!"<p>

"I'm only fourteen."

"you certainly are."

"OH, MAAAAAAAY!"

everyone looked to see two familure faces: Lydia Pearson (Pepper Ann's Mother) and her sister, Jainie

"MOM!"

Lydia and Jainie approached them.

"we're nearly done!  
>just a few more boxes, and we'll be ready for the unpacking."<p>

"oh, Lydia...you don't have to do that."

"oh, NONSENSE!  
>the more "helping hands" the better."<p>

"and, time flies when your with good friends, hah-hah!" said Jainie

Lydia then looked at Peter.

"ohhhh, and this must be PETER!"

"uhhh..."

Lydia hugged Peter...TIGHTLY.

"I haven't seen you since you were YEH-HIGH!"

"are you SURE you feeding him well, May?...he looks kinda scrawny." said Jainie

Peter groaned.

"OH, Jainie STOP IT!  
>he's a growing boy, I'm SURE he'll get some meat on his bones, soon." said Lydia, releasing Peter<p>

Pepper Ann and Nicky then approached Peter.

"hey, Pete...wanna crash at my place til' you get all moved in?" said Pepper Ann

"uhhh...SURE."

the three teens walked off, leaving the adults to their work.

[Later]

Pepper Ann opened her front door and walked in the house with Nicky and Peter.

"I tell ya' Pete, we're gonna have SO MUCH FUN!  
>it'll be just like old times!...or, at least I think it will."<p>

Pepper Ann looked confused Peter just sighed, looking at the redhead.

"you don't remember a THING about what we used to do together, do you?"

"NO!, I r-remember...SOME.  
>just...not everything comes to mind right off the bat, OKAY!"<p>

"it's TRUE.  
>Pepper Ann can be such a forgetful person at times." said Nicky<p>

Peter shrugged.

"fine...I'll give you time."

Peter then saw a "boy" with brown hair sitting on a couch, watcing TV.

"whose the kid?"

"oh, that's Moose." said Pepper Ann

Peter looked amazed.

"THAT'S Moose!"

"uh-huh...why?"

"oh, I dunno...she just look so-"

"BOYISH?" said Nicky

"well...YEAH."

Pepper Ann shrugged.

"yeah...I know what you mean.  
>but, HEY: it's Moose's look."<p>

Pepper Ann then walked over and looked down at her sister.

"hey, Moose...whatcha watching?"

"batman." said Moose, her voice low

"COOL...you mind if "we" watch something else?"

"whatever...show's over."

Moose got up, put on a helmet and kneepads and got on her skateboard.

"Hi, ther-"

"hey." said Moose, interrupting Peter and skating outside

"okay...that kid is FREAKY."

"yeah, I know...  
>I tried "girling" her up once...but nothing I do seems to work." said Pepper Ann<p>

Pepper Ann then flopped down on the couch.

"So...whatcha wanna watch!"

Peter and Nicky sat down beside Pepper Ann.

"anything on the science channel?"

"naw...just some lame documentry about some guy named mustard."

"that's CUSTARD, Pepper Ann...General Custard" corrected Nicky

"yeah, like I said: some LAME Documentry about Pies."

Nicky groaned, rubbing her eyes stressfully.  
>Pepper Ann flipped through channels randomly (this finally stopped at a news channel."))<p>

(("we are reporting LIVE at the Hazelnut National Bank where a Robbery is currently taking progress.))

"robbery?" said Peter, concerned

Pepper Ann mashed at the buttons of her remote...but, their was no response.

"stupid batteries!"

Peter gulped.  
>he then smiled nervously.<p>

"uh, h-hey...why don't I run to the store real quick and get you some FRESH ones!"

"you need any-"

"NOPE!, I can handle myself."

Peter ran off, carrying his backpack with him.  
>as soon as he was out the door, Pepper Ann and Nicky stared at each other.<p>

"that was...ODD."

"yeah!, no kidding.  
>I have spare batteries in the kitchen."<p>

[Hazelnut Bank]

Several Men ran out of a bank, holding sacks of cash and firing their guns at guards.

"HA-HA!, easiest heist we EVER made!" said one robber

"heh!, whadda ya EXPECT!  
>the police force in this town is pretty weak." said another robber<p>

at that moment, two police cars drove up.  
>police officers emerged and aimed their weapons at the robbers.<p>

"FREEZE!"

The robbers looked at each other and snickered.

"oh no, the police have "caught" us...whatever shall we do!" said a robber sarcasticaly

one robber smirked.  
>the gang then drew out "high-tech" weapons and fired laser shots at the police.<p>

this forced the officers to use their cars as cover, avoiding the blasts.  
>sadly, the laser shots were easily cutting into their cars...nearly reducing them to Scrap Metal.<p>

"like i said: EASIEST...HEIST...EVER."

THWIP!

suddenly, a silvery rope snagged one of the guns and jerked it out of the lead robber's hand.  
>the gang looked up and saw a figure crouched atop a nearvy building.<p>

a figure in a Red and Blue costume with white lens a "web" pattered and a Spider Symbol on the chest (and, back)

the costumes figure grabbed the gun from his "webline" and clutched it.

"cool toys." said the figure

he then snapped the weapon in two with his bare hands.

"whoops...I broke it."

the mysterious figure then leaped off the building did some twirls in mid-air, and landed on the ground, making a "ninja-like" stance...then, stood up.

"WHO THE HELL ARE YOU!" exclaimed a robber

the figure smiled under his facemask.

"who am I?  
>why, I am the SPECTACULAR, the SENSATIONAL...the AMAZING SPIDER-MAN!"<p>

the robbers eyed him.

"Spider-Man?"

"yeah, I WAS gonna call myself: "the Arachni-Kid"  
>but, it didn't publicize well...SO, I went with that."<p>

the gang aimed their guns at Spider-Man.

"WASTE THAT FREAK!"

the men fired their laser shots.  
>but, Spider-Man effortlessly dodged and evaded the "Lightning Fast" shots.<p>

"those have got to be: the BIGGEST...SLOWEST...Lasers that I have EVER seen."

Spider-Man then pressed his middle and ring fingers against his palm and, fired orbs of webbing at the men...which hit them like mini-cannonballs, knocking then down.

he then fired a webline at the leader.  
>he tugged and propelled himself towards him.<p>

Spider-Man then clung to his chest, gripping his shirt and staring straight at his face.

"man, your even ugly UP CLOSE." said Spider-Man, who then punched him

Spider-Man released the crook.  
>he then eyed one of their guns and snagged it with a webline.<p>

he then examined the weapon.

"((long whistle)) it's like something out of STAR TREK."

"HEY!"

Spider-Man looked and saw the police officers approach.

"aaaaaand, that's my cue to leave."

Spider-Man then fired a webline, jerked it and propelled himself away.  
>he soon disappeared out of sight...leaving the police awestruck and confused.<p>

"who was that guy?" said an officer

"WHAT was he?" said another

"aw, forget it.  
>let's just arrest these guys before they wake up."<p>

[Later]

Spider-Man web-zipped through the air and landed near a house.  
>hiding in the shadows, we quickly removed his facemask...revealing the face of PETER PARKER.<p>

"whew!...what a rush.  
>I almost forgot how FUN that was."<p>

Peter then removed his boots and gloves.  
>he put them and the mask in a backpack, then put on his regular clothes...concealing his costume underneath.<p>

Peter then walked around the house and approached the front door.  
>he knocked on the door...and, Pepper Ann answered.<p>

"back already?"

Peter shrugged.

"yeah, the "store" was out of batteries."

Pepper Ann sighed.

"well, come back in.  
>we ought to find SOMETHING to do."<p>

Peter smiled.

"sure thing, Pep."

Peter entered the house, Pepper Ann then closed the door.

* * *

><p>Author Note: Since I wanted to get Spidey some screentime as soon as possible, I wrote in a very "basic" scene that one would expect from a Spider-Man Story (crossover or Regular) which I think I wrote pretty well.<p>

I also clarified that Aunt May (or, THIS version of her) has a history with Lydia Pearson and "Aunt Jainie" (must of been "old friends", possably) and that Pepper Ann shared a similar relationship that Peter had with Uncle Ben as a young child.

lately, I have been asked if I will introduce "The Black Suit", or Iconic Villains like VENOM, GREEN GOBLIN or DOC OCK.  
>my answer is THIS: what Spider-Man story HASN'T had "supervillains" in it?<p>

like the Animated Series "The Spectacular Spider-Man"  
>the villains will be pretty simple, stand alone, fit in well with the story and sorta be like "Villain-of-the-Week"<p>

as for "The Black Suit", well...I plan for Venom to appear, so you figure it out.


	3. Gangland

Pepper Ann copyright Sue Rose/Disney

Spider-Man copyright Stan Lee and Steve Ditko/Marvel Comics

* * *

><p>Tangled Web<p>

Chapter 03: Gangland

* * *

><p>Several weeks had passed since the Parkers moved to Hazelnut...<p>

Aunt May had ajusted well to the simple life of the quiet little town and, had spent a great deal of time with Lydia Pearson and her sister Jainie.

Peter had also ajusted well, spending much of his time with Pepper Ann and Nicky.  
>though, Peter (ironicly) spent more time with Nicky than Pepper Ann (who was ALWAYS talking to a "Craig Beane" ALOT)<p>

As for "Spider-Man", his existance soon became known in Hazelnut (news travels fast in a town so small)  
>and, personal opinions over the wall-crawling, web-slinging masked man was MIXED at best.<p>

some believed he was a hero, trying his best to do what the Police could not.  
>others, believed he was a FREAK and a MENACE...nothing more, nothing less.<p>

but, one thing was for sure: Criminals HATED him.  
>one couldn't even snatch a purse without getting webbed up (almost as if "Spidey" knows EXACTLY where to be)<p>

It wouldn't be long before criminals would get "desperate"  
>desperate to do ANYTHING to rid them of their "pest problem"<p>

[Parker House, Morning]

Peter was fast asleep, gripping his pillow and snoring loudly.

"PETER!, BREAKFAAAAAAST!"

Peter was awoken by the sound of his Aunt's voice.  
>as he moved, he suddenly fell from wherever he was and landed on his unmade bed.<p>

Peter looked up at the cealing.

"oh, man...don't tell me and slept on the cealing AGAIN!"

just then, the door opened.

"Pet-OH, GOOD...your up.  
>and, it seems you took the time to make your bed...such a good boy."<p>

Peter smiled sheepishly to his Aunt.

"ANYWAY, breakfast is ready.  
>so, get dressed...we have company."<p>

"we...d-do?"

"Uh-huh, "Aunt Jainie" and "Uncle Jojo"

Peter huffed, but SMILED none-the-less.

though Uncle Ben and Aunt May were his REAL Aunt and Uncle he remembered spending so much time with Pepper Ann's family back when he was younger that he always considered Lydia Pearson, her THEN husband Chuck, Jainie Lily, and her Husband, Jojo to be like family.

Peter quickly got dressed stuffed his Spider-Man costume into his backpack (along with his schoolbooks) and walked downstairs.

once in the kitchen, he saw Jainie and Jojo (Jojo was in his Police Officer Uniform)

"Hey there, sleepy head." greeted Jainie

Peter waved.

"hi, Aunt Janie."

Janie chuckled.  
>she just LOVED it when Peter called her "AUNT Jainie"<p>

but, then again...she chuckled about just about EVERYTHING.

"so, uhhh...you sleep well?"

"Uh-"

"I'm HOPING he is." began Aunt May

"Peter got a part-time job working the Hazelnut Gazette Newspaper as Photographer."

"OOOOO...Photography!" said Jainie in excitment

Peter shrugged sheepishly.

"it's GOOD work.  
>hopefully, it'll keep the bills paid."<p>

Jainie then eyed May.

"Now, MAY...if you need some help with your Finaces, all you have to do is-"

"Thank You, Jainie for you concern...but, I can get by."

"all the same, PLEASE take this." said Jainie, pulling out a $20 out of her wallet

"Jainie, please."

"TAKE IT, MAY...I just won't feel good about myself until you do."

May sighed, then took the dollar bill.

"fine."

Peter sighed sharply.  
>though he marveled at our independant his Aunt was...he sometimes felt her PRIDE was the source of her problems.<p>

Lydia Pearson was NO DIFFERENT.

"So, uhhh...PETE." began Jojo

Peter looked at the Police Officer.

"I hear YOUR the guy that takes the pics of Spider-Man for the newspaper."

"Uhhhh...YEAH, I do." said Peter, obviously "nervous" about discussing his Alter-Ego

"how do you do it?, take good pics I mean.  
>when me and the boys catch up with the ol' Webhead, he's practicly GONE!"<p>

Peter shrugged, grinning a little.

"Call it SKILL, call it LUCK.  
>whatever it is, I have it."<p>

Aunt May then hugged Peter.

"yep!, you certainly do.  
>me and Ben ALWAYS knew our darling Nephew was destined for greatness."<p>

"MAY!" said Peter, slightly embarrassed

May released Peter with a smile.

"so, uh...Uncle Jojo.  
>why'd you bring up Spider-Man?" asked Peter<p>

Jainie huffed angrily.

"OH, the Police Force (aka "THE MAN") think Spider-Man is a Freak and a Menace."

Jainie seemed to spit out the words "Freak" and "Menace" like it tasted bitter in her mouth.

"oh...and, what does Uncle Jojo think?" asked Peter, worried

Jojo sighed.

"well...between you and me: I think he's helping." began Jojo

"things didn't used to be so bad in Hazelnut...their was a time where my job was EASIER.  
>but, these new criminals have been showing up, turning our town into a war zone.<p>

and, it WOULD be...had Spider-Man not stopped these guys when they showed.  
>unfortunently, the Chief doesn't see it that way."<p>

"YEAH!" exclaimed Jainie

"can you BELIEVE that Jojo's "blowhard" of a boss thinks that SPIDER-MAN is directly responsible for the new crime rate!"

Peter looked shocked.

"WHAT!  
>but...THAT'S CRAZY!"<p>

"I KNOW!  
>if anything, Spider-Man is the BEST THING that ever happened to us."<p>

Jainie stirred her coffee and took a sip.

"now...GRANTED, I don't approve of EVERYTHING that he does (you know how I feel about Violence)  
>but, he puts the people FIRST and himself AFTER...that makes him a HERO in my book."<p>

"yes...he DOES seem like a nice, young man." said Aunt May

Jojo drank some coffee.

"well, the Police Force won't be "helpless" against these new criminals for very long."

"what do you mean?" asked Peter

"some rich guy from New York is coming here, a Mister "Norman Osborn"

"Osborn?  
>you mean that weapons developer?"<p>

"yeah, HIM.  
>he's constructing an OSCORP building here in Hazelnut."<p>

Peter pondered this.

"hmmm...I wonder why."

"so do I.  
>I mean: WHY would a corperate bigshot like OSBORN pay any mind to "us" said Jainie<p>

"the chief doen't really care.  
>ESPECIALLY, since Oscorp promised to supply the force with weapons to fight against these new gangs."<p>

Jainie huffed.

"well, if you ask me...the WHOLE THING sounds mighty "fishy" to ME."

Peter looked at his wristwatch and widened his eyes.

"WHOA!, I'd better get going!"

Peter grabbed his backpack and ran out the kitchen.

"BYE, PETER!" called Jainie

"BE SAFE!" said Aunt May

as Peter left, May sighed.

"mercy...after what happened to Ben, I fear for Peter SO MUCH.  
>I thought that moving to Hazelnut would be safer, but lately-"<p>

"You did the right thing, May." began Jainie

"it may be getting bad HERE.  
>but, Hazelnut is STILL the safest place to raise a child...especially compared to New York."<p>

May sighed.

"yeah...I suppose you are right."

[Meanwhile]

Peter ran as fast as he could, TRYING to get to school on time.  
>but, sadly...he missed the bus, and the School building was MILES away.<p>

"grrr...it'll be HOURS before I get there." grumbled Peter to himself

then, a smile creeped on his face.

"unless..."

Peter suddenly ducked into an alley behind a building.  
>after awhile, "Spider-Man" webzipped out of the alley (wearing the backpack)<p>

as Spider-Man webzipped from building-to-building, some people pointed and stared.

"HE STOLE THAT KID'S BACKPACK!" called one on-looker

(("ahh, my adoring public.")) thought Peter to himself

Spider-Man continued to webzip.  
>it wasn't long before he saw the School Building far ahead.<p>

"There's the High School!  
>COOL!, I just may get to school on ti-"<p>

just then, Peter saw a squad of Police Cars driving at full speed somewhere.

"WHY do I say things like that?, I'm such a JINX!"

Spider-Man paused in mid-air, then shot a webline in the opposite direction.  
>as he webzipped AWAY from the school and followed the police cars...he grumbled to himself.<p>

"princible hickey is gonna kill me."

[Elsewhere]

Police Officers were surrounding a bank as they had a shootout with several armed robbers.  
>the gang were packing Laser Assault Rifles...and SADLY, they had the police outmatched.<p>

oddly, they weren't trying to get away, nor finish off the police.  
>they just stood their ground and kept and police at bay...almost as if they were WAITING for something.<p>

sure enough, Spider-Man swung over onto a nearby building, overlooking the battle.

"(sigh)...not THIS again." groaned Spider-Man

the masked teenager then leapt down into the battle.  
>he effortlessly shot streams of webbing at the criminals, webbing up their weapons.<p>

"seriously, guys..." began Spider-Man, who web-yanked their guns out of their hands

"you've been going at this for WEEKS now.  
>when are you going to GIVE IT UP!, and realise that your no match for Spider-Man!"<p>

"oh, they HAVE realised it..." began a dark voice

Spider-Man looked around.

"w-who said that?"

just then, Spider-Man saw a tall man emerge from the shadows.  
>he was wearing 1930-style gangster clothes (pinstripe suit and everything) and metal bands on his knuckles his hair was black, with a "flat top" shaped head...and he carried what looked like TOMMY GUNS.<p>

he even spoke in a Chicago-esque accent

the "Mobster" aimed his weapons at Spider-Man.

"Dats why they called ME."

Spider-Man felt a "tingle" feeling in his head.  
>which he knew could ONLY be his Spider Sense.<p>

"oh, no..." groaned Spidey

RATTA-TATTA-TATTA!

Rapid-fire laser bullets were shot at Spider-Man.  
>Spider-Man quickly evaded the shots, however...some shots hit him none-the-less.<p>

one knicked on on his arm, another at his ankle.

"YOW!" yelped Spider-Man, clutching his laser burns

the Mobster aimed his charged guns, smirking evily.

"heh...you ain't so tough."

Spidey quickly shot his weblines, which stuck to his enemy's guns.  
>he jerked hard, ripping them out of his hands.<p>

after flinging the guns away, Spider-Man shot another webline at the mobster.  
>he tugged hard and propelled himself toward him, clinging to the guy, gripping his shirt.<p>

"talk, pal.  
>what's with the Al Capone getup?"<p>

the man grinned.

"Call me HAMMERHEAD."

Hammerhead then bashed his head into Spider-Man...which SURPRISINGLY felt like getting hit by a Brick Wall.  
>this knocked Spider-Man down, giving him a slight concussion that rendered him DIZZY.<p>

"ohhh..."

Spider-Man looked and saw Hammerhead looking down at him.

"My boss wants ta' send you a message, Spider-Freak.  
>he don't like you screwing up da' business...so, he's put a CONTRACT out on your webhead."<p>

Hammerhead raised his foot up, ready to stomp on Spider-Man's head...HARD.  
>Spidey quickly shot weblines and quickly slid away...just SECONDS before hammerhead's foot impacted the ground.<p>

Spider-Man quickly flipped backwards and onto his feet.  
>however, he clutched his head in pain...still feeling dizzy.<p>

"ohhhh...everything's SPINNING."

"RAAAAAAHH!"

Hammerhead charged after Spider-Man, his flattop aimed directly at him.  
>luckily, Spider-Man's vision cleared just in time for him to leap away, narrowly evading Hammerhead.<p>

the mobster villain rammed into a police car, severely denting it and sending it flying.  
>amazingly, Hammerhead brushed this off as if it was nothing.<p>

"MAN, don't that hurt your head!" exclaimed Spider-Man

Hammerhead smirked, brushing some dirt off his coat.

"naw...my skull is armor plated." said Hammerhead, who tapped his head, making a metallic sound

"nothin' hurts me...NOTHIN!"

the police officers hid behind their cars.

"shouldn't we...do something?" asked an officer

"uhhh...naw.  
>let the freaks settle it amongst themselves." replied an officer<p>

Spider-Man took a fighting stance as Hammerhead approached him.

"Da' boss seemed real worried about ya'...so far, I ain't impressed."

"in that case, you should see me juggle apples and oranges on a unicycle while balancing a glass of water on my head."

Hammerhead growled at Spider-Man.

"what?...it's a good trick."

Hammerhead swung his fists at Spider-Man.  
>luckily, Spider dodged these blows (which could of quite easily do some serious damage)<p>

"don't you EVER shaddup!"

"Nope!  
>Wisecracking is my thing, it's what i do...aside from THIS!"<p>

Spider-Man shot two weblines at Hammerhead, which attached to his shirt.  
>Spidey then tugged and propelled himself towards Hammerhead like a cannonball, impacting him in the chest.<p>

though Hammerhead's "head" was steelplated...the rest of him WASN'T Spidey's impact knocked the thug down on the ground, Spidey webbed up his hands and feet and pinned him.

crouching onto his chest, Spider-Man stared right at Hammerhead.

"okay, "Tommygun Tony" TALK: whose's your BOSS?"

Hammerhead chuckled.

"like I would evah tell you the identity of "The Big Man"

"Big Man?  
>so, like...what does that mean: he's really FAT, or something?"<p>

"DON'T MOCK DA' BOSS!" snapped Hammerhead

"He could snap a shrimp like you into "Spider Pieces"!

"Hmm, sounds tough."

"you have NO IDEA, Spider-Freak."

Hammerhead then struggles.  
>he miraculously breaks free, ripping apart the webbing that kept his hands bound to the ground.<p>

before Spider-Man can React, Hammerhead struck him with his skull, again.

"GAHH!, not agaaaaain." groaned Spider-Man

Hammerhead gripped the webbing that held his feet, ripping it up.  
>he approached the dazed Spider-Man...but then heard some sirens.<p>

he looked and saw additional Police Cars driving up.  
>the Mobster growls...then, snickers, looking down at Spider-Man.<p>

"another time, Freak.  
>but, don't worry...you'll see me AGAIN"<p>

Hammerhead smirked.

"in fact, you'll be see ALOT of us."

"ohhhh..."

Hammerhead walked over Spider-Man.  
>he picked up his guns, turned and fired rapid shots at the approaching police cars (making one crash)<p>

"LET'S GO, BOYS!  
>we'll own dis town, soon...just not taday."<p>

Hammerhead ran off, followed by the remaining gang of criminals

Spider-Man 's concussion soon faded and he got up.  
>he watched at Hammerhead and the gang drove off in their getaway cars.<p>

"great...I just got my spider-butt handed to me by some wacko from a BAD Noir Film."

Spider-Man then looked at his watch.

"GAH!, and, I'm LATE!"

Spider-Man quickly shot a webline and zipped off into town.

[Hazelnut High School]

Peter Parker quickly ran into the hallway of his school, TRYING to get to class.  
>he suddenly crashed into some, falling hard on his rear.<p>

Peter looked up and saw one of his Teachers: Roland Carter

"M-MISTER CARTER!"

Carter eyed him.

"Parker...where are YOU going in such a hurry?"

Peter got up.

"T-To your CLASS."

"My "class"...is OVER.  
>see me, standing here?"<p>

Peter gulped.

"Ummm-"

"I am sorry, Parker.  
>your my brightest student...but, TARDINESS cannot be tolerated."<p>

Carter took something out of his pocket.

"I'm afraid O must issue you...a DETENTION SLIP."

Carter handed Peter the pink piece of paper.

"aw, man."

"ALSO, Principle Hickey wants to see you...NOW."

Peter groaned.

"crud."

[Later]

Peter walked into the principle's office...where Pepper Ann was also at.

"oh, GOOD...both of Hazelnut's Troublemakers are here." said Hickey

Peter approached Pepper Ann.

"Pep...what are YOU here for?"

Pepper Ann chuckled sheepishly.

"heh-heh, funny story...you see, it's like this-"

"TAKE A SEAT, PARKER!"

Peter immediatly sat down next to Pepper Ann.  
>Hickey then twisted the hair on his mole as he eyed the two teens (which creeped them BOTH out)<p>

"you know, from the start...I ALWAYS knew that pearson was a troublemaker.  
>since Pre-K, I ALWAYS knew she was trouble...and, I had that EXACT same feeling about YOU, Parker."<p>

"M-Me?"

"this is the UPTEENTH TIME you have been late to school, Parker!  
>even PEARSON at least makes it on-time to see SOME of the classes...you miss them, entirely."<p>

"I can explain tha-"

"I KNOW...your taking pictures of that CRIMINAL for the Gazette."

"SPIDER-MAN IS NO CRIMINAL!" snapped Pepper Ann

Hickey eyed her.

"Uhh...S-SIR." said Pepper Ann, nervously

Hickey scoffed.

"I'd exepect a delinquent like YOU to believe something like that."

Hickey took out a newspaper and SLAPPED it on his desk.

"never in all my born days!  
>would I ever see a once respected newspaper office GLORIFY a criminal."<p>

"But, Princible Hickey...that headline says Spider-Man saved that bus full of people." said Pepper Ann

"SURE, from a wreck HE probably caused!  
>everytime something goes wrong, HE'S never far behind."<p>

"He's not a crook!, HE'S A HERO!"

"then, why does he wear a mask, huh?...what's a got to hide?"

"BUT-"

Hickey then reaches for something else.

"As long as the Gazette are going to print LIES I am using the school newspaper to print THE TRUTH."

Hickey slapped a newspaper on the table.  
>it had a very bad looking photo and the headline read: "SPIDER-MAN: THREAT OR MENACE"<p>

"Now, Parker...I am willing to OVERLOOK your tardiness that is, IF you start producing extras of your Gazette photos for the school newspaper."

"but, I-"

"GOOD!, then it's settled.  
>now, off to detention with you...Pearson will join you, shortly."<p>

Peter sighed.  
>he got up and began to left.<p>

"later."

"bye."

Peter then walked out the door.

"NOW, Pearson...let's talk about YOU, and that mishap in the Boys Locker Room."

[The Greezy-n-Cheezy, Later That Day]

Peter was with Nicky and Pepper Ann at their favorite restraunt.

"So, you have to work off you detention by supplying the school newspaper with Spider-Man photos?" said Nicky

"yeah...I feel like I'm double-dealing the Gazette.  
>especially, since I KNOW that Hickey is just using the newspaper for his "ANTI-SPIDERMAN" Smear Campaign."<p>

"he DOES seem to have it out for him."

Peter sighed.

"ANYWAY...when do I get to meet Milo?  
>I thought he was suppose to be back in Hazelnut by now."<p>

"YEAH!, I've been wondering that myself." said Pepper Ann

Nicky sighed sharply.

"unfortunently, I don't think Milo will get back for awhile...  
>I got off the phone with him earlier, apparently a tropical storm has DELAYED his flight back."<p>

"it has?...dang.  
>I sure hope he's okay." said Peter<p>

"oh, I'm sure he's alright." said Nicky with a smile

Peter sighed.

"terrfific...I've been in Hazelnut for a few weeks now and, I STILL have yet to see everyone in this town."

"I'm sure it'll happen SOMEDAY."

Pepper Ann then looked and saw a blonde teen wearing a football jersy.

"(Wolf Whistle) BABY!, break me off a piece of that!" said Pepper Ann, seductivly

Peter groaned.

"oh, great...now wha-"

Peter suddenly froze in shock.

"no...it can't be."

Peter then got up out of his seat and walked towards the figure.

"peter?" said Nicky, confused

Peter approached the teen.

"e-eddie?"

the teenager turned and looked at Peter...he TOO, was surprised.

"Pete?"

Peter smiled a nerdy grin.

"hi..."

"it IS you!"

Eddie suddenly grabbed Peter...and gave him a bear hug.

"HOW HAVE YOU BEEN, BUDDY!"

"Oh...you know.  
>been here, and...there."<p>

Pepper Ann and Nicky then approached them.

"Peter...you KNOW this guy?" said Nicky, curious

"why SURE!" said Peter, as Eddie released him

"he's Eddie Brock, my old pal.  
>I met him shortly after PA moved away...we sorta grew up together."<p>

"really?" said Pepper Ann

Eddie nodded.

"yep, me and Pete go way back.  
>we're like brothers me and him."<p>

Eddie then faces Pepper Ann.

"so...your the imfamous PEPPER AN PEARSON.  
>Petey told me all about you when we were kids, nice to finally meet you."<p>

"Uhhh...YEAH, likewise." said Pepper Ann, nervous

Peter then looks at Eddie.

"so, Eddie...  
>not to pry, but...what are you doing in Hazelnut?"<p>

"same reason as YOU, apparently: It's my new home...I'm living at a Foster Home."

"you are?  
>but...what happened to your mom and dad?"<p>

Eddie narrowed his eyes, his expression dark.

"their dead, pete."

Peter stared in shock at Eddie.

"their what?"

"my dad was NYPD, he put away ALOT of scumbags and psychos...you do the math."

Nicky and Pepper Ann looked stunned.

"oh...I'm sorry."

"don't worry about it.  
>to tell you the truth, I like it better here in Hazelnut...i'm trying out for the school football team."<p>

"REALLY!, that's awesome!  
>I'm sure you'll smoke the competition!"<p>

Eddie chuckled, then patted Peter on his back.

"same old pete...still my biggest supporter."

Peter smiled, Eddie then exhaled.

"well, I'd love to stay and chat...but, I gotta get going.  
>I have to check up with the Foster Place every now and then."<p>

Eddie left.

"LATER, PETE!"

"BYE, EDDIE!"

Eddie then walked out the door.  
>Pepper Ann and Nicky looked at Peter.<p>

"so, you and Eddie...your best buds?" asked Pepper Ann

"yeah, we are.  
>I was pretty lonely when you left, Pep...but, Eddie helped to fill the void."<p>

Peter sighed.

"I remember how CLOSE Eddie was to his father, Officer Brock.  
>man...he must REALLY be taking it hard, perhaps harder than he's letting on."<p>

"the voice of experience?" said Nicky

Peter was silent.  
>Nicky immediatly regreted her words.<p>

"I'm sorry, I didn't-"

"it's okay, Nicky...I understand.  
>and, YES...your right: I DO know what it feels like."<p>

Nicky looked at Peter with sympathy.  
>just then, Pepper Ann saw Craig Beane walking down a street outside.<p>

"uhhh, I'd better get going.  
>something, uhhh, just came up!"<p>

Pepper Ann ran out of the restraunt and followed Craig.  
>Peter sighed sharply as he watched Pepper Ann from inside.<p>

"is something wrong?" asked Nicky

"oh...I don't know.  
>I guess I...MISS Pepper Ann, that's all."<p>

"miss her?  
>but, your next-door neighbors."<p>

"I know...but, we hardly ever talk, or hang-out anymore.  
>all she ever does is chase after that CRAIG, or some other guys with "Big Arms" and "Broad Shoulders"<p>

Peter huffed.

"I'm not sure what she sees in them."

Nicky grinned.

"are you...JEALOUS?"

"NO!, I mean...why would I?  
>she's just my friend, and I'm worried, and-"<p>

"AAAAND?"

Peter sighed.

"well, maybe she IS kinda...CUTE."

Nicky giggled.

"best friends who love each other...HOW ROMANTIC!"

Peter sweated a little.

"can't we...i dunno, talk about something else, ANYTHING else."

"sure, we can go to my house and discuss culture and literature."

Peter winced.

"uhh...how about we DO something, instead?"

"okay."

Nicky took a violin out of her backpack.

"I call this little number: Midsummer Night's Dream."

Nicky began to play her violin.  
>of course it wasn't long before an Employee noticed this.<p>

"HEY!, do you have a permit to perform in public?"

"uhhh...no."

"Then, take your boyfriend and GET OUT!"

Nicky growled.

"YOUR JUST JEALOUS!"

"she's not my gir-"

Nicky grabbed Peter's hand and marched out of the restraunt.

* * *

><p>Author Note: I introduce my first Spidey Supervillain in this one (Hammerhead seemed like a reasonable First Baddie for Spider-Man)<br>and, I start up a FAMILURE mystery for Spider-Man to try and solve: WHO is the "Big Man" (and, NO, it's not who you think it is)

as with any Spider-Man story, Spidey has his FANS and CRITICS.  
>Jainie is obviously a Fan (as is Jojo, Aunt May and Pepper Ann) while, Princible Hickey will be Hazelnut's "J. Jonah Jameson"<p>

Eddie Brock is offically introduce, and his character is VERY DIFFERENT from previous incarnations (he's more based on "Ultimate", or "Spectacular") in that he's Buddies with Peter Parker, and seems like a pretty decent guy.

Also, I set up Peter's troubled relationship with Pepper Ann  
>and, hint at a possible romance with Nicky Little (this is MY VERSION of the famous "Mary JaneGwen Stacy Shipping Wars")


	4. Grave Mistake

Pepper Ann copyright Sue Rose/Disney

Spider-Man copyright Stan Lee and Steve Ditko/Marvel Comics

* * *

><p>Tangled Web<p>

Chapter 04: Grave Mistake

* * *

><p>[a Few Days Later]<p>

Spider-Man was webzipping through town, apparently TRYING to reach a certain destination.

he soon came to an alley, and quickly changed back into Peter Parker.  
>Peter then walked out (wearing a backpack) and approached a Foster Home.<p>

"hmm, the "Sue Rose Foster House"...nice place." said Peter

Peter walked towards the front door.  
>as soon as he did, Eddie Brock walked out...apprently, looking ticked.<p>

"stupid, lousy-"

"EDDIE!"

Eddie looked and saw Peter.  
>his expression then changed.<p>

"PETE!, what are you doing here?"

"Thought i'd walk with you to school, today."

Eddie grinned.

"thanks...I could use a friendly face right about now."

Peter looked at Eddie with sympathy.

"life at the foster house rough for ya?

Eddie growled in his throat.

"the WORST.  
>all the others here keep getting into my stuff, and NEVER give me a moment's peace."<p>

"oh...well, sorry about that, man."

Eddie shrugged.

"it's not your fault."

Eddie then walked down some steps.  
>he and Peter then walked down the street to the High School.<p>

"so...you the guy, huh?" began Eddie

Peter looked at him, puzzled.

"huh?"

"your Spider-Man's Photographer."

"Uhh...Y-YEAH, that's me, heh-heh.  
>I'm the guy who takes the pics of Spidey for the Newspaper."<p>

"their good pics...I honestly have no idea how you do it."

Peter grinned to himself.

"trade secret."

"I understand."

Eddie then growled.

"but, that Princible Hickey sure knows how to use your photos to profit his OWN agenda."

"you don't approve of him?"

"HELL, NO!" snapped Eddie

"Spidey's like my dad: a decent guy, trying to make this world LESS CHAOTIC.  
>Hickey spewing venom against Spider-Man, saying he's a vigilante who "goes to far"<p>

"oh...well, what do YOU think?" asked Peter

Eddie huffed.

"I think he hasn't gone FAR ENOUGH."

Peter raised an eyebrow.

"huh?"

Eddie exhaled sharply.

"Spidey fights the bad guys...but, he's WAY too easy on them.  
>my dad was that way, all FAIR and MERCIFUL...and, now he's dead."<p>

Eddie looked at Peter, a serious look on his face.

"if "I" was Spider-Man...I'd starting hitting the crooks where it HURTS the most.  
>hit 'em HARD, hit 'em FAST...and, HIT. THEM. NOW."<p>

"it sounds like you expect Spider-Man to EXTERMINATE criminals, rather than help the cops arrest them."

Eddie chuckled.

"Pete...do you know how many psychos get out of prison by USING the law to their advantage?" began Eddie

"honest people like my dad, risk their lives everyday trying to put away those scumbags...  
>only for them to hire those Fancy, High-Priced Lawyers that help them to LITERALY get away with murder."<p>

Peter looked down as this.  
>he didn't want to admit it...but, Eddie was RIGHT.<p>

"all the same, Eddie...Spider-Man doesn't kill."

"and, I respect that, Pete.  
>a guy with powers like his...it must take ALOT of will power to resist tearing his enemies apart."<p>

Eddie then huffed.

"still...I wish he's make a few EXCEPTIONS to his rule.  
>god knows their are scum out there that have it coming."<p>

"like who?"

Eddie looked at Peter.

"like the S.O.B. who killed my parents." said Eddie, darkly

"AND, the guy who murdered your uncle."

Peter looked away at this.  
>Eddie saw this, and sighed.<p>

"sorry, man...  
>I didn't mean to open old wounds."<p>

"it's alright, Eddie."

"but, you understand how I feel...right?"

Peter nodded.

"yeah...more than you know."

[Later, At School]

everyone was sitting in a classroom, awaiting their teacher to arrive.  
>soon, the door opened and a man wearing a black shirt, blue jeans and a white labcoat walked in.<p>

"greetings, class.  
>I am Doctor Curt Conners, and I will be your science teacher today."<p>

many students were staring at Conners...most due to his "missing left arm"

"now, TODAY...I want to talk to you about Genetic Mutation-"

"i can't believe it...it's doc conners." said Peter, softly

Nicky looked at him.

"you KNOW Doctor Conners?"

"not personally...  
>but, I was an attendant to one of his science experiments at Empire State University."<p>

"EMPIRE STATE!" exclaimed Nicky, stunned and amazed

"it was a field trip.  
>a very..."memorable" field trip." said Peter, who rubbed a place on his hand<p>

[Flashback]

a younger Peter Parker (who wore black-rimmed glasses and suspenders)  
>was in a crowd of students as he watched Doctor Conners give a presentation.<p>

"-and, by blending the unique DNA of different species I have successfully created a new species of Spider, one that possesses the traits of all known species in nature."

Peter looked at some glass casings that kept several red/blue spiders inside.

"my staff have created fifteen prototype spiders for testing." began Conners

"in theory, each of these spiders can leap at incredible distances use their webbing in a number of different way, lift object hundred of times their size have a limited healing and immunity system and, possess an ESP-like sense of precognition..."

"there's FOURTEEN." said Peter

Conners looked at Peter.

"come again?"

Peter was looking right at an empty casing.

"one's missing."

"oh.  
>WELL, one of the staff must still be working on that one."<p>

As Conners continued his lesson, some jocks shoved Peter onto the ground.  
>they laughed as Peter reached out blindly, trying to locate his glasses.<p>

"Ha-Ha!, same old Puny Parker!"

at that moment, Eddie Brock gripped his shoulder...HARD.

"leave 'em alone, Flash."

"or, what?"

Eddie gritted his teeth.

"you don't wanna find out."

Flash scoffed.

"sheesh, Brock...lighten up, it's just a joke."

"no, that jacket is a joke."

Flash's buddies chuckled.  
>Flash sneared, then marched off.<p>

Eddie then turned to peter, bent down grabbed his glasses and handed them to Peter.

"here, Pete."

"thanks." said Peter, who put his glasses on

"eh, Flash is a pushover...I know how to handle him."

Peter soon stood up.

"well...THANKS."

Eddie gave Peter a thumbs up, then walked off.  
>Peter took a moment to brush some dirt off his shirt.<p>

he was unaware of the spiderweb just above him on the cealing.  
>a redblue spider then lowered down from a webline and landed softly on his sleeve.

it silently crawled down to his hand.

"PARKER!, get over here.

"COMING-OWW!"

Peter grabbed his hand in pain.  
>the Spider (apparently paniced) bit him, then fell onto the ground.<p>

Peter watched as the tiny creature crawled away, slipping into a crack in the wall.  
>he then looked where it bit him, a swelling area with two, red bite marks.<p>

[Reality]

Peter looked at his hand.  
>though it had been a long time since that day, who could STILL see traces from the Spider Bite.<p>

the swelling had long since disappeared but, the bite marks remained...faded, now nothing more but a scar, but REMAINED.

"I don't think I'll EVER forget that day, Nicky.  
>that field trip to Empire State changed my life."<p>

Nicky smiled.

"yes...I can see how it would.  
>Doctor Conners is a GENIUS."<p>

the school bell soon rang, signaling the end of class.  
>as the students all got up to leave...Dr. Conners approached Peter.<p>

"Parker..."

Peter looked at Conners.

"D-Doctor Conners!"

"I thought that was you.  
>I see your doing well since I last saw you."<p>

Peter shrugged.

"anyway, I'd like you to be the first to know...  
>I talked some things over with the school princible, and convinced him to host a field trip."<p>

Peter gulped.

"oh, not another field trip...  
>i'm still "recovering" from teh last one."<p>

"RELAX...it'll be nothing that that "Super Spider Fiasko"  
>for what it's worth, I immediatly had that spider project shut down after I discovered some "side-effects"<p>

"side effects?"

Conners clears his throat nervously.

"uh, yes...  
>it appears that the Super Spiders had MUTEGENIC venom that could serious alter someones DNA."<p>

Peter gulped, feeling nervous.

"r-really?"

"yes...so, for everyone's safety, I had to scrap that project.  
>but, good news is, I am working on a NEWER, more promising experiment."<p>

"oh?, and what's that?"

"a Regeneration Serum...  
>by studying the genetic code of reptiles, I HOPE to give humans the ability to grow back lost limbs."<p>

"you...ARE!"

"yes.  
>in fact, I was inspired by my earlier work with the Spiders."<p>

Conners then touches the empty sleeve of his missing arm.

"it...means EVERYTHING for me."

Peter nodded.

"I understand."

Conners smiled.

"ANYWAY...this field trip will be to the new Oscorp building.  
>I have a friend working their as chief scientist who can give us a tour: Doctor Otto Octavius."<p>

"Doctor Octavius?  
>the leading expert in quantum physics!, you know him?"<p>

"he was my best friend in college.  
>my major was genetics, his was advanced science...he helped shape my career."<p>

Peter thought a bit.

"well...I am curious at what's going on at Oscorp.  
>and, meeting Octavius would be a real honor."<p>

"great!, I knew you'd be pleased.  
>the trip will be due Tomorrow, BE ON TIME."<p>

"wouldn't miss it."

"good...then, I won't take anymore of your time.  
>I actually have to get home for my son's birthday party."<p>

"okay, Dr. Conners...bye."

Conners waved "good-bye" with his good hand.  
>Peter then walked out the door...where Pepper Ann and Nicky met up with him.<p>

"is it TRUE!  
>are we REALLY going to meet Dr. Octavius!" exclaimed Pepper Ann, excited<p>

"uhh...YEAH, why?"

"DUH!, Dr. Octavius is one of my IDOLS!  
>I always hoped that someday, when I recieve my Nobel Prize, Octavius HIMSELF will hand it to me."<p>

Nicky sighed sharply.  
>Pepper Ann had the most aspiring (if somewhat impossible) dreams and ambitions.<p>

"that's quite a dream you have, Pep." said Peter

"don't I know it..." said Pepper Ann, proudly

Nicky cleared he throat.

"ANYWAY...since this trip is important we should probably start preparing-"

"OH, their's PLENTY of time for that later, Nicky.  
>right now, I'm getting myself over to Brain Dead to play some Crunch Pod."<p>

Pepper Ann walked away.  
>Nicky just groaned loudly in frustration.<p>

"ooooh, sometimes she gets on my nerves!  
>if she wants to be a scientist, then WHY does she spend so much time doing nothing recreational!"<p>

Peter shrugged.

"dunno...Pep has always been a bit "unique"

"more like LAZY."

Nicky sighed.

"oh, well...at least "I" will get something out of this trip, it would be an honor to meet Dr. Octavius.  
>and, besides...I've been curious of OcCorp's benifit to Hazelnut since Mr. Osborn announced it."<p>

Peter nodded.

"yeah...so have I." said Peter, in a suspicious voice

Nicky then looked at Peter and smiled.

"so, Peter...tell me MORE about you and Pepper Ann."

"what?"

"I'd like to know more about your "past" with her.  
>everytime I ask Pepper Ann, acts as if she can't remember."<p>

Peter sighed at this.

(("I sure hope that IS an act..."))

"so...I was hoping you'd tell ME."

Peter put on his best smile.

"okay...whatcha wanna know!"

Peter and Nicky walked down the school halls.

"well...for starters, how did the two of you first meet?"

Peter chuckled softly.

"well...I guess you could saw it was because of our families.  
>Lydia Pearson and here sister Lainie were good friends with my aunt and uncle."<p>

"Mmm-hmm, i see...go on."

"(deep sigh) well...my parents died in a plane crash when I was Two.  
>after that, Uncle Ben and Aunt May decided to take care of me...<p>

Lydia and her THEN husband Chuck decided to help them out.  
>they brought their "baby", Pepper Ann with them so I wouldn't be LONELY."<p>

"so, the two of you were playmates?"

Peter nodded.

"yep...we did EVERYTHING together.  
>played Hide-and-Seek, rode Tricycles, had sleepovers, EVERYTHING."<p>

"and, you remember ALL OF THAT?" said Nicky, surprised

"Well...YEAH.  
>Pep was my best friend (aside from Eddie), I could NEVER forget her."<p>

Nicky was silent.

"Hmm...that's weird.  
>in all the years I'v known Pepper Ann, she never once mentioned you."<p>

Peter had a hurt expression on his face.

(("gee, thanks alot, PA."))

"so...when did things CHANGE?"

Peter exhaled.

"I...guess it all started with the DIVORCE.  
>Lydia and Chuck just couldn't agree on things the same way May and Ben did."<p>

"yes...i know.  
>Pepper Ann has told me about that...it still bothers her."<p>

"she didn't understand it...and, neither did I.  
>anyway, Lydia decided to move away, FAR AWAY...I was only five years old, I never saw Pep again."<p>

Nicky pondered this.

"hmmm...that must of been when Pepper Ann first moved to Hazelnut.  
>she was Five Years Old when me and Milo first met her...and, ALSO when Moose was first born."<p>

Peter chuckled.

"Lydia WAS pretty "round" when last I saw her.  
>ANYWAY, I was on my own...and, I missed PA like no ones business."<p>

"is that when you met Eddie Brock?"

Peter nodded.

"yeah, I met Eddie one year later, when I was six.  
>Eddie was just as popular at our old school as he is now.<p>

his dad was a police officer and he was skilled in football.  
>but, he also protected me throughout middle school...kept the bullies off my back."<p>

"sounds like a great guy."

"yeah, he is...but, I worry about him, sometimes.  
>his parent's death has made him Bitter and Angry."<p>

"well, can you blame him?  
>I mean, weren't YOU angry when you uncle was killed?"<p>

Peter narrowed his eyes.

"yeah...i was.  
>but, not enough to wish death on anybody."<p>

Nicky frowned.

"I'm sorry...I didn't mean to-"

"don't worry, Nicky...it's alright."

Nicky smiled.

"so, what about YOU?  
>how'd you and PA become friends?"<p>

Nicky blushed.

"it's...not something I like to dwell on.  
>before I met Pepper Ann, I was a..."different" person."<p>

"HOW different?"

Nicky darted her eyes.  
>she then inhaled, and huffed deeply.<p>

"I was...a BULLY."

Peter nearly choked at this.

"a bully!, YOU!  
>ha-ha!, that's funny."<p>

Nicky glared at Peter.

(("oh great...The LOOK.")) thought Peter

"w-wait...your SERIOUS!"

Nicky nodded silently.

"so...like, how BAD were you?"

Nicky twiddled her fingers.

"well...you know Shelf McClain?"

"yoy mean the Biggest, Meanest bully at this school?

"yeah, him...I used to make him cry."

Peter looked stunned.

"no...way."

"WAY.  
>I was, as most people would put it, an "unholy terror"<br>HECK, I used to torment Milo almost Every-Single-Day!"

"and, meeting Pepper Ann is what made you NICE?"

"sort of..." began Nicky

"she helped my realise my bullying was out of stress.  
>Stress from Meassuring up to my "perfect" sister, and adapting to skipping a grade in school."<p>

"wow...Nicky Little, a BULLY.  
>(light chuckle) you know, I NEVER would of guessed."<p>

"it's not something I'm proud of." said Nicky with a frown

Peter nodded.

"okay...that's cool.  
>I won't bring it up, again."<p>

Peter and Nicky soon exited the school building with the other students.

"so, Pete...since Pepper Ann is Goofing Off you wanna come to my house and study together?"

Peter paused.

though he LOVED the idea of spending more time with his friend.  
>he knew that Hammerhead was still out there...commiting crimes for this "Big Man"<p>

he had to do the responsible thing.  
>and, unfortunently...that meant blowing off Nicky.<p>

"Sorry, Nicky...I'd love to, you KNOW I would.  
>but, I have a job at the Gazette, and Aunt May needs the money to pay off the bills."<p>

Nicky smiled.

"I understand.  
>at least YOUR spending your time doing something worth while."<p>

Peter chuckled lightly at this.

(("if you only knew..."))

Peter quickly gave Nicky a hug...which she blushed at.

"thanks, Nicky...your a pal."

Peter then ran off, leaving Nicky alone.

"uhh...sure."

[Later, Somewhere In Town]

Spider-Man webzipped across town and landed on a water tower atop a rooftop he crouched onto it's spire and overlooked the "cityscape" of Hazelnut.

"man, I really feel like dirt for snubbing Nicky like that..." began Spidey, talking to himself

"afterall...with PA being a constant no-show for our "get togethers"  
>Nicky's the only one whose REALLY made me and Eddie feel at home here."<p>

Peter sighed.

"well...I can't really talk.  
>I haven't been on time EITHER, but...at least "I" have an excuse."<p>

Peter groaned.

"OHH!, what am I doing!  
>I should be focusing on finding Hammerhead, not fretting over my personal life-"<p>

Suddenly, Spider-Man's "Spider Sense" went off.  
>seconds later, a loud explosion occoured from afar.<p>

Spidey looked and saw smoke trailing from miles away.

"Hel-LO...what have we HERE?"

Spider-Man shot a webline, tugged it and propelled himself forward.

it wasn't long before he reached the source of the explosion.

"Hmm...GIFT SHOP.  
>noooot the first place I'd expect to find a gangster."<p>

just then, the door was "kicked" off it's hinges, flying into the air.  
>a tall, dark figured emerged from the smoke and flames.<p>

Spidey took a fighting stance.

"ALRIGHT, HAM-"

just then, Spider-Man saw who it was.  
>it WASN'T Hammerhead...but a man with short, white hair and Chalk White skin.<p>

"HEY!, your not Hammerhead."

the pale-skinned man in the street clothes grinned, revealing teeth that where cut sharp.

"INDEED...I am not Hammerhead." said teh stranger, his voice DEEP amd BARATONED

"Then, who are you?"

the man smiled, then approached him.

"I have gone by MANY names...my favorite is TOMBSTONE."

"Tombstone?, w-what kinda name is to-GAAH!"

Tombstone suddenly rushed forward and grasped Spider-Man's neck.  
>he squeezed his throat with such pressure, that Spidey felt like he was in a vice.<p>

Desperate for air, Spider-Man kicked Tombstone's chest rapidly.  
>he eventually let go of him and Spider leapt away from his attacker.<p>

"Okay...you got a lucky shot in.  
>NOW, it's my turn..."<p>

Spider-Man advanced and punched Tombstone in the jaw...and quickly jerked his hand in pain.  
>Tombstone's skin was TOUGH, punching him was like punching a brick wall.<p>

"YOW!"

Tombstone snickered.

"not so EASY, is it?"

Tombstone then punched Spider-Man twice.  
>both blows were direct hits and felt like "tons of bricks"<p>

Spidey fell on his back.

"ohhh...who-, what ARE you?"

Tombstone looked down at Spider-Man, a look of PURE EVIL on his face.

"one of the Big Man's top enforcers."

"i thought Hammerhead was-"

Tombstone suddenly stomped on Spidey's wrist.

"GAAH!"

"Hammerhead is just ONE of many...as am I."

Tombstone grinded his boot against Spider-Man's wrist, Spidey winced in pain.

"as to WHAT I am.  
>well, I am a freak...like YOU."<p>

Peter narrowed his eyes from underneith his facemask.

"i'm NOTHING like you..."

Spidey quickly jerked his free hand up and fired some webbing in Tombstone's face.  
>Tombstone stepped back (freeing Spider-Man's wrist) and grasped at the sticky substance.<p>

Spider-Man quickly got up and took a second to recover.  
>he then quickly webbed up his sore wrist, wrapping it like a CAST.<p>

Tombstone eventually tore the webbing off, glaring at Spider-Man.

"okay, Tombie..."

Spider-Man quickly put his hands together and webbed up each of them.  
>he formed his hands into fists (now covered in webbing) and took a fighting stance.<p>

"Round TWO...ding."

Spidey sprinted forward.  
>he punched at Tombstone...This time, he actually hurt him (and suffered minimum damage himself)<p>

Tombstone stepped back, wiping some blood from his mouth.

"boxing gloves...CLEVER."

"I have my moments..." said Spider-Man, who clapped his webby fists together

Spider-Man then began to repetivly punch at Tombstone.

"so, tell me, Tombie...what with the Gift Shop!  
>I thought you "Big Time" bad guys robbed banks!"<p>

Tombstone blocked Spider-Man and grinned.

"do you know how much money people will PAY for quality mechandise?"

"Uhh...I dunno, ALOT maybe?"

"MORE than you can imagine.  
>and, BESIDES...I was mostly trying to get your attention."<p>

"well, consider it-"

suddenly, Spidey saw that his web gloves were torn apart...rendering them useless.

"(gulp) got."

Tombstone grinned evily.  
>he then grabbed Spider-Man's shirt.<p>

"my turn."

Tombstone tossed Spider-Man towards the burning Gift Shop.  
>Spidey's body shot thru the window (breaking the glass on contact)<p>

Tombstone heard him CRASH into something.

"HA! HA! HA!, Cooked Spider...Hmmmm, smells good." snickered Tombstone

Tombstone then saw a van pull up.  
>he smiled, then approached the terrified driver.<p>

"get outta the car."

Spider-Man opened his eyes to find his vision clouded.  
>he soon focused and realised he was INSIDE the burning gift shop, flamings and smoke EVERYWHERE.<p>

worse, yet...his Spider Sense kept going off.

"ah, crud."

Spider-Man quickly leaped away...just SECONDS before a burning wood beam fell onto him.  
>wanting to get out quick, Spidey shot two weblines out the window and tugged hard.<p>

he propelled himself outside...and, just in the nick of time.  
>for he saw the inside of the shop collaspe onto itself.<p>

"(COUGH!, COUGH!) man...I don't wanna go through THAT again."

Spider-Man looked up and saw a Van drive away at an incredible speed, narrowing running him over.  
>he managed to see Tombstone at the wheel...which explained why he tried to run him over.<p>

"TOMBSTONE!, I GOTTA-"

"ohhhhh..."

Spider-Man looked and saw what looked like a woman laying on the ground.  
>it didn't take much to figure she must of been the previous owner of the van.<p>

"Hold on, Lady!" said SPidey, running towards her

"I'M COM-(GASP!) no...it can't be."

Peter was in shock at who the woman was...

she has short, strawberry red hair olval glasses, a green tanktop and wearing a crystal around her neck.

it was Pepper Ann's AUNT JAINIE! (and, one of Aunt may's friend's)

"AUNT JAINIE!"

Jainie groaned in pain.

"p-peter?"

Peter saw a black eye (and, a cracked lens on her glasses) indicating Tombstone hit her.

even to SPIDER-MAN, Tombstone's blows were painful (and, he had Spider Strength protecting him)  
>so, he KNEW that an average, ordanary human like Aunt Jainie HAD to be in great pain.<p>

Peter clenched his fist...feeling ANGER ebbing within him.

Jainie opened her eyes and looked up.

"s-spider-man?"

"Rest now, Aun-, I, uhh...mean, MA'AM."

Jainie groaned in pain.

"I...I c-came here, to buy a gift my my husband." began Jainie

"b-but, I saw the shop burning...  
>and, that HORRIBLE, white skinned man...he-OHHHHH!"<p>

Peter narrowed his eyes in anger.

though he wanted to get Tombstone (NOW, more than ever)  
>he knew that Jainie wouldn't last long in HER condition without proper medical help.<p>

Peter made up his mind: helping Jainie was MORE IMPORTANT than capturing Tombstone

"hold still...i'll get you to a hospital." said Spider-Man, who picked her up

Jainie groaned in pain...but, understood none-the-less.

"b-bless you, spider-man."

"just hold on to me."

Jainie tried her best to wrap her arm around Spider-Man's Neck.  
>Spidey then shot a webline and zipped through the air.<p>

however, THIS TIME he stayed low to the ground and, went at a slower pace, so to not put any more added stress on the woman he considered "family"

"j-jainie..." said Jainie, finally

"huh?"

"my NAME...it's Jainie, JAINIE DIGGETEY.  
>my husband is Officer Jojo Diggetey of the Hazelnut Police Force."<p>

"Well, uhh..."Ms. Jainie"  
>I'm going to try and get you to the hospital SOON, so just hang tight and be patient."<p>

"I...will."

(("yeah...just hold on, Jainie.  
>I won't let Pepper Ann lose YOU, the same way I lost Uncle Ben."))<p>

Spider-Man soon reached a hospital.

he landed near the enterance, then ran inside with Jainie.  
>one of the nurses inside was SHOCKED to see Spider-Man run with with a woman.<p>

"GOOD LOR-"

"THIS WOMAN HAS BEEN CARJACKED!  
>she was injured and needs a doctor, NOW!"<p>

the nurses quickly rolled a stretcher to them.  
>Spider-Man gently laid her down onto it.<p>

"t-thank you...spider-man." said Jainie, her voice still low

"no problem...it's why I'm here."

Jainie smiled a WARM, GENTLE smile.

"I...always knew...you were a hero."

Peter's eyes wetted a bit (and, was GLAD his entire face was hidden behind his mask)

(("thanks, Aunt Jainie...that means ALOT."))

"Come on, Miss...let's get you to Doctor Warburton." said a nurse

as Jainie was rolled away, Spider-Man stood there a bit.  
>after minutes had past...Spider-Man clenched his fist, squeezing it.<p>

"tombstone..."

* * *

><p>Author Note: I further explain the difference between THIS version of Eddie Brock and previous ones<br>in that THIS Eddie may actually "like" Spider-Man, and his good friends with Peter Parker (so, what will hapen once he becomes VENOM!)

also, Peter's history with Pepper Ann is explored (and, he and Nicky bond a little more)  
>plus, Doctor Conners, Otto Octavius, OsCorp and Spider-Man's origin are referenced for all you Spidey Fans.<br>and, Pepper Ann makes a comment of wanting to win a Nobel Prize (something she constantly boasts about on the Cartoon)

the only action in THIS chapter is between Spidey and Tombstone (who is NOT the "Big Man", here)  
>and, some drama: Pepper Ann's Aunt Jainie is seriously hurt by everyone's LEAST favorite hitman: Tombstone.<p> 


	5. SpiderMan vs Tombstone

**Pepper Ann copyright Sue Rose/Disney**

**Spider-Man copyright Stan Lee and Steve Ditko/Marvel Comics**

* * *

><p><strong>Tangled Web<strong>  
><strong>Chapter 05: Spider-Man Vs. Tombstone<strong>

* * *

><p><strong>[Hazelnut Hospital]<strong>

Lydia Pearson burst into the Hospital Lobby.

"Where's. My. Sister." demanded Lydia

a nurse at the imformation desk looked at her.

"you must be a relative of our new patie-"

Lydia grabbed the Nurse by her shirt, gripping her tightly.

"_**WHERE IS JAINIE!**_"

"calm down, Madame...your sister is FINE, she is resting in room fifteen.  
>she only suffered a concussion, we were able to properly treat it thanks to Spider-Man's assistance."<p>

Lydia released the nurse, relaxing.

"So...she'll be okay?"

"Yes, we expect her to make a quick recovery."

Lydia exhaled in relief.

"May I...see her?"

"of course."

Lydia then walked off down the hallway.

Lydia opened a door and looked inside.  
>she saw Jainie laying on a bed, her eye and part of her head bandaged up.<p>

Lydia felt a knot in her stomach.  
>it PAINED her to see her little sister like this (despite how "annoying" Jainie could be, sometimes)<p>

"j-jainie?"

Jainie opened her visible eye and looked at Lydia.  
>a smile then appeared on her tired face.<p>

"lydia."

Lydia walked inside the room and approached her.

"oh, jainie...I was so worried!, I thought-"

"yes, I know.  
>but, I am okay...the doctor said I should make a recovery."<p>

Lydia sat down on a chair beside the bed.

"What happened, Jainie!  
>I got a call from Jojo saying you were in the hospital!"<p>

Jainie sighed.

"I was...driving to a Gift Shop to buy an anniversary present for Jojo."

Jainie looked down.

"it was...suppose to be a surpise."

"ANYWAY, when I got there...I saw the shop in shambles, burning up.  
>I saw a tall man in street clothes (a hoodlum no doubt) with chalk white skin.<p>

he...he approached my van, tore the door off.  
>he...he hit me, his fist felt like concrete."<p>

Lydia narrowed her eyes in anger.

"I felt so light headed...my life flashing before my eyes.  
>I felt limp body hit the ground (I guess he tossed my out...like a ragdoll)<p>

I...heard my van drive away, the tires screeching.  
>I then heard a voice...at first, I thought it was Peter.<p>

then, I looked up...and, I saw Spider-Man.  
>he...he picked me up and brought me here."<p>

Lydia was silent.  
>Jainie then spoke again.<p>

"Where is Jojo?"

"If I had to guess...still working.  
>but, he sounded awfully WORRIED about you on the phone."<p>

Jainie sighed softly, resting her head back on her pillow.

"I hope he doesn't go after that Chalk-Faced Man...he looked like a serious PSYCHO."

**[Elsewhere]**

Spider-Man webzipped onto a rooftop and looked around.

"man, I SERIOUSLY need to start investing my time in developing Tracking Devices." began Spider-Man

"(Sigh) oh, well...until THEN, I'll have to start finding criminals the old fashion way..."

Spider-Man shot a weblines and propelled himself away.

Peter soon arrived to his destination: the burnt Gift Shop.  
>he figured since THIS was where he first met Tombstone...it would be a good place to start looking.<p>

Spidey approached the Burned down building, surrounded by Police Tape.

"alright, "Stoney"...where did you go?"

Peter walked back to where he originally fought Tombstone.  
>he then took some steps forward...where he saw black tire tracks on the ground.<p>

since this was ALSO where he found Jainie this must of been where Tombstone stole the van and sped away.

"this is where he got away...now, if only I knew WHERE."

Peter took a moment a thought a bit.

"Hmmm...I wonder.  
>if my Spider Sense can warn me danger...can I also use it to DETECT it?"<p>

Peter then closed his eyes and focused, TRYING to trigger his Spider Sense.

"come on...work, WORK!"

after a few minutes...Peter felt the "tingling" sensation in his brain.  
>he felt compelled to look in a certain direction...almost as if SOMETHING was there, somewhere.<p>

Peter figured his Spider Sense was detecting something dangerous in that direction.  
>he didn't know if it was Tombstone or not...but, it WAS in the same direction that Jainie's van was driven.<p>

Peter grinned underneath his facemask.

"gotcha, tombie."

Spider-Man shot a webline and propelled himself down his Mental Trail

Peter continued to webzip through town, keeping his Spider Sense tuned in and, followed the invisible path that he HOPED would lead him to Tombstone.

Spidey eventually saw something: an overturned Van, left in a ditch by the road.

curious, Peter leapt down near it.  
>he approached and examined the vehicle.<p>

"no doubt about it...this is Aunt Jainie's Van.  
>Tombstone must of ditched it and either went on foot...or, stole another car."<p>

Peter huffed.  
>he didn't want to admit it...but, Tombstone was SMARTER than he thought.<p>

"great...NOW where is he-"

suddenly, Peter's Spider Sense went off as it normally does.

**KA-CHIK**

"don't mo-"

Peter quickly flipped backwards in the air and, fires webbing at whoever it was behind him in mid-air.

he quite easily wrapped his Would-Be Attacker up like a mummy.  
>but, after landing and looking at the figure...he recognized who it was: Pepper Ann's Uncle JOJO."<p>

"Officer Diggety?"

Jojo tried to speak but webbing covered his mouth, so...all he could so was mumble.

Peter quickly ran forward and torn the webbing away.

"S-Spider-Man!"

"Officer, what are you doing out here?"

Jojo was soon free.  
>he exhaled as he brushed the silky substance off his uniform.<p>

"I'm on the trail of a criminal."

Peter smirked under his mask.

"Lemme guess: Tombstone."

"how did yo-"

"OFFICER, you shouldn't be out here.  
>Tombstone is a dangerous man...I outta know."<p>

Jojo then got angry.

"He's ALSO the S.O.B. who put my wife in the hospital!"

"yeah, and if you go after him then, TWO Diggety's will be in the Hospital, instead of just one."

"BUT-"

Peter placed his hand on his hand, still gripping his gun.  
>he gently lowered it down and looked straight at Jojo.<p>

"go back to your wife, Officer...she needs you right now.  
>leave Tombstone to me...with MY powers, I have a chance."<p>

Jojo was silent...then, sighed sharply.

"alright...you win.  
>just, DON'T go easy on him."<p>

Peter grinned.

"trust me, Diggety...I WON'T."

Spider-Man then shot a webline and webzipped away, leaving Jojo alone.

(("_man...i've never SEEN Jojo so angry, before._")) thought Peter, as he webzipped through town

(("_come to think of it...I don't think I've EVER seen him angry._"))

Peter then landed on the rooftop of a building.

(("_but, then again...I can't really blame him._  
><em>I felt pretty angry at what Tombstone did to Jainie, TOO.<em>"))

Peter then exhaled.

"alright...better get back on the trail."

Peter walked forward and looked out towards the horizion, overlooking the entire town.

"somewhere in this town, Tombstone is hiding...like the RAT he is." began Peter

"a guy that looks the way HE does can't be that hard to find in a town this size!"

Peter shot a webline and zipped away.

Peter once again tuned in on his Spider Sense, focusing on locating any threats nearby.

after what felt like HOURS, Peter soon sensed something nearby...  
>it felt like more than one person, probably a small group...like a gang.<p>

and, if a Gang was nearby...then one of them HAD to of known about Tombstone.

Peter webzipped over to a nearby building and, stealthly snuck closer to where he sensed the danger.

he looked down into an alley...where five teenagers in raggy looking clothes were.

their were some barrels with some fire buring in them and, the teens were gathered around, who were smoking and sorting through some cash.

"so, how much we make?" said one Teen

"One Grand." replied a girl, who had a "dazed" look in her darkened eyes

"heh!, that outta get us some goods." said another teen

"GET REAL!  
>after The Big Man takes his cut, we'll be lucky to get ANYTHING!"<p>

just then, one of the teens was suddenly wrapped up in webbing.  
>once effectivly snared, he fell down on the ground.<p>

the other teens looked up and saw Spider-Man clinging to a wall.

"now, shouldn't you kids be in school?" said Spidey

"_**IT'S THE BUG GUY!, GET 'EM!**_" shouted a teen

the teens drew out some guns and fired at Spider-Man.  
>Spidey quite easily evaded these shots (either due to his Agility, or the TERRIBLE aim the teens had)<p>

"Bug Guy?"...seriously, that's the best insult you got!"

Peter shot weblines, and webbed up their "Gun Hands"

"YOU THINK THIS WILL STOP US!"

Peter's Spider Sense went off...but, it felt different.

"NO, WAIT-"

some of the teens fired their guns.  
>SADLY, the webbing blocked the bullets and made the gun EXPLODE...knocking them out in shock.<p>

only ONE of the teens were left.  
>in fear, he turned and ran away.<p>

"oh, no you don't."

Spider-Man shot a webline at the lone teen, snagging him.  
>he jerked his webline, propelling the teen to him.<p>

Peter grabbed the teen by his shirt leapt up and crawled up the wall with the teen.

once on the rooftop, Peter held the teen over the roof.

the teen was none-the-less...TERRIFIED.

"AAHH!"

"you guys aren't really good at this "criminal" thing, are you?"

"NO!"

Peter groaned at his captive's cowardice.

"oh, show some dignity."

Spidey then brought the teen to his face.

"now...let's talk about TOMBSTONE."

"T-Tomb...stone?"

"I know you guys are "Brain Dead"...but, your not THAT stupid.  
>even a bunch of Stoners like YOU have to know about a chalk Skinned man running around here."<p>

Spider-Man loosened his grip on the teen...in an effort to scare him a little.  
>luckily for Peter, the Teen was so "attled", that he didn't have to try TOO HARD.<p>

"AAHH! gasped the Teen

"W-We were SUPPOSE to meet up with Mr. Tombstone tonight.  
>s-so he could collect the Big Man's cut on our "jobs"<p>

(("_the Big Man, again..._  
><em>who IS that guy?, and WHY is every criminal acting like he's such a Big deal?<em>")) thought Peter

Peter shook his head.

(("_stay focused, Pete._  
><em>you can investigate the Big Man LATER.<em>"))

"When tonight?, WHERE?"

the Teen gulped.

"t-the old Newspaper Building, the Hazelnut Herald!"

"That place has been abandoned since the 1960s." said Spider-Man

"YEAH...The Big Man felt it would make a GOOD hiding place.  
>though, I hear from the "grapevine" that Big Man has OTHERS in hazeln-GAHH!"<p>

Peter jerked the teen closer to him.

"are you SURE Tombstone will be there?"

"y-yeah!  
>Tombstone told us to meet him there, HIMSELF."<p>

"good."

Spider-Man then dropped down and clung to a wall.  
>he slammed the teen against the wall and webbed his body.<p>

"you stay there for awhile...the cops will pick you guys up, SOON."

"s-s-sure..."

Spidey then got closer, staring right at him.

"and, your information had BETTER be good.  
>because if I find out your lying, I WILL come back...and, you won't like it when I do."<p>

the Teen nodded in fear.

"D-D-DON'T WORRY!  
>i-it's the truth, I SWEAR Tombstone will be there!"<p>

"he'd BETTER be."

Spider-Man then webzipped away, leaving the teen ALONE.

**[Hazelnut Hospital]**

a door opened and Pepper Ann and Moose walked into Jainie's Medroom.  
>Jojo was already there, sitting beside his wife.<p>

"hey, Aunt Jainie!" said Pepper Ann

Jainie smiled, despite her obvious pain.

"Hi there, Pepper Ann...and, Moose."

Moose just waved.  
>Pepper Ann and Moose approached her.<p>

"we brought you something."

Pepper Ann showed Jainie some flowers, Moose also had some.

"Flowers?  
>oh, they are just LOVELY!"<p>

Pepper Ann smiled.  
>she and Moose then laid them down on a table next to her.<p>

"we, uhh...hope you get better."

"oh, don't worry about ME.  
>the doctor says I'll recover in a week or so."<p>

"how do you feel NOW, dear?" asked Jojo

Jainie groaned as she held her head.

"I have the mother of all headaches, right now...  
>but, it could of been worse...I suppose."<p>

**THUD!**

everyone gasped at a loud noise.  
>they all look and see Spider-Man clung against a window.<p>

"oh, my..." said Jainie

Spidey lightly knocked on the window, tapping the glass.

"lemme in!"

Jojo walked over and opened the door.  
>Spidey then lept inside the room.<p>

Pepper Ann and Moose were awestruck.

"way COOOOL." said Pepper Ann, her eyes wide

"Spider-Man...did YOU come to wish me well?" said Jainie

"kind of.  
>I'm actually here to speak to your husband."<p>

Jojo faced Spidey.

"what is it?"

"I have a lead on Tombstone...thought you might be interested."

all was silent.  
>Jojo then spoke.<p>

"go on..."

"I got word from a "reliable" source that Tombie has several hideout's in Hazelnut...but, he'll be in ONE OF THEM tonight."

"where at?"

"the old Hazelnut Herald building."

"that place hasn't been used in YEARS." began Jainie

"not since the Herald became the GAZETTE and, moved into the new building."

"I know...that makes it an IDEAL hiding place." said Spider-Man

Jojo nodded.

"right, I'll phone the chief and meet you the-"

"no."

"what?"

"inform the police, but YOU are staying here."

"But, I can't-"

"Your place is here, with your family.  
>Tombstone is TOO DANGEROUS...it's a risk for even ME to face him.<p>

Jojo raised an eyebrow.

"you mean YOUR not sure if you can beat Tombstone?"

"no...when I first met him, he beat me up pretty badly.  
>the only reason I'M not in the hospital is due to my powers."<p>

Jainie looked down, remembering how HARD Tombstone hit her.

"just inform the police on where to find him.  
>hopfully, I'll have him stopped by the time they get there."<p>

"but, what if you CAN'T!" said Jainie, who sounded concerned

Spider-Man narrowed his eyes under his mask.

"If I don't survive...  
>then, the LEAST I can do is tire Tombstone out for the police."<p>

Pepper Ann stared at the Superhero, wide eyed.

"you can't be serious!"

Spider-Man looked at them.

"I'd say I'm "Dead Serious"  
>but, I'd rather not Jinx myself."<p>

"I don't like this..." began Jainie

"I'm not to crazy about this, either...  
>but, I won't risk anybody's safety...and, besides: it's MY Responsibility."<p>

Jainie sighed.

"while I commend your dedication, Spider-Man...  
>I hate to think you putting yourself at risk over what happened to me."<p>

(("(_sigh), great, NOW Jainie thinks this is HER fault._")) thought Peter

"it isn't ALL about you, Ma'am.  
>I can't let what Tombstone did to you...happen to anyone else."<p>

Spider-Man cletched his fists.

"or, WORSE."

Jainie exhaled.

"alright...but, just BE CAREFUL."

Spider-Man nodded.  
>he turned to leave, but Moose grabbed his pants leg.<p>

Spidey looked down at her.

"can I have you autograph?"

Peter smiled under his mask.

"when I get back...I promise."

Moose smiled.  
>Peter then exited thru the window.<p>

(("_at least...I hope I will._"))

once Spider-Man was gone...Pepper Ann spoke.

"that...has got to be...the COOLEST THING that has EVER happened to me!"

Jainie just sighed sharply, her mind on OTHER things.

"I sure hope Peter doesn't follow Spider-Man..." began Jainie

"I know he earns his money by taking his pictures.  
>but, if he follows Spider-Man to old Herald Building...he could be KILLED."<p>

Pepper Ann looked and Jainie

"aw, COME ON, Aunt Jainie.  
>Pete isn't STUPID, he knows better than to go near that monster."<p>

"I sure hope so..."

**[Elsewhere]**

Spider-Man webzipped over to the old Hazelnut Herald building.

it basicly looked like an average factory.  
>dark, alone with broken windows boarded up.<p>

however, he could see some men with guns standing around it (obviously GUARDS)

"Hmm...looks like this place isn't THAT abandoned.  
>guess what that creep told me was TRUE, afterall...lucky him."<p>

Peter surveyed the area and began to plan things in his mind.

(("_hmm...those sure ain't "popguns_")) mused Peter

(("_and, I'm not sure I can avoid ALL of them...even with my Spider Agility_."")

Peter then shot a webline at the factory's roof.

(("_better stay outta sight for now..._  
><em>BESIDES, I don't want Tombie to know I'm here...YET<em>."))

Peter attached the other end of the webline to the building he was on.  
>he then stealthly sprinted across the line like a "tightrope"<p>

(("P.T. Barnum...eat your heart out."))

Spidey effortlessly leapt to the roof of the factory.  
>he sprinted over to a window on the roof and looked inside.<p>

Peter saw several men inside, stacking boxes around the place.  
>he could ALSO see various weapons scattered around, MOST laying on tables.<p>

curious, Peter carefully lifed a window up to look inside.

he saw that some of the weapons looked like standard guns.  
>other, however...looked like something out of STAR TREK.<p>

"hmm...that's interesting."

Peter then took out a small camera from his belt.

"well, as long as I'm here I might as well take some pics for the Gazette...or, at LEAST give 'em to the cops as evidence."

Peter turned off the flash, zoomed in and took some snapshots.  
>once done, he shot some webbing and attached the now TIMED Camera to it.<p>

"now, to find TOMBSTONE."

Peter crawled into the window and began to "wallcrawl" onto the cealing.  
>he then webzipped onto stacks of boxes, remembering to keep to the shadows, and surveyed the area.<p>

"now...if I were Tombstone (and, I'm sure glad i'm NOT) where would "I" be hiding?"

as if on cue, a door opened and in walked Tombstone.  
>the chalkfaced man approached his men with a stern face.<p>

"what's up, Tombstone?" said a Man

Tombstone growled.

"I just got off the phone with Hammerhead..." began Tombstone

"Big Man believes that Cops may have gotten wise to our location.  
>so, he wants us to pack up and move EVERYTHING to our other hideout."<p>

"WHAT!  
>B-But, we just got settles in!" complained a man<p>

Tombstone glared at him, then approached him.

"then, YOU can stay here and get THROWN IN JAIL!  
>I have my orders, and if you all know what's good for ya', you'll OBEY them."<p>

"how'd the cops figure out where we are?" asked another man

Tombstone scoffed.

"I'd wager my money that SPIDER-MAN tipped them off."

"THAT...would be a safe bet."

Tombstone and the other thugs suddenly looked up  
>and, saw Spider-Man hanging upside-down from a webline, in a "yo-yo" like fashion.<p>

"SPIDER-MAN!"

"the ONE and ONLY!"

the men then quickly ran for the many weapons scattered around.  
>Spidey dropped down to the floor and quickly shot several weblines at them.<p>

"AH-AHH...NO GUNS."

Spidey snagged the men, and jerked them onto the backs.  
>he then looked and Tombstone and approached him.<p>

"now...it's just YOU and ME."

Tombstone grinned.

"think AGAIN, Hero."

Tombstone snapped his fingers, and summoned several of his men.

"SQUASH HIM!"

the gang began to surround Spider-Man...who calmly took a fighting stance.

"Twenty against One, eh?" began Spidey

"gee, hardly seems like a fair fight: so, I'll TRY to go easy on you guys."

Spider-Man then shot two weblines, snagging two men each.  
>he yanked the lines, propelling then hapless men towards him.<p>

to which he performed a leaping double kick at them.

"Don't just Stand There!, HE'S MAKING YOU ALL LOOK LIKE IDIOTS!" shouted Tombstone

Spider-Man snagged another man with his webline.  
>he then jerked and swirled him around (knocking several men down as he did)<p>

Spidey then released the line, tossing the dazed man at another.

Tombstone gripped his face in aggravation.

"oh, for the love of- I'M OUTTA HERE!"

Tombstone then turned and ran for it.  
>Peter saw then and narrowed his eyes.<p>

"oh, no you DON'T!"

Spider-Man chased after Tombstone.

several of Tombstone's men tried to stop him but, Spider-Man just webbed them to the floor and walls.

he really didn't have time for a fight.

Tombstone climbed up a metal ladder and onto a walkway.  
>he ran down the catwalk...with Spider-Man hot on his trail.<p>

"TOMBSTONE!"

Spidey shot webbing at his prey, webbing his boot to the metal floor.  
>but, Tombstone just growled as he tore his webbed-up boot away.<p>

Spider-Man then leapt after him.  
>but, Tombstone just swiped his backhand at him, viciously striking him.<p>

"GAAAH!"

Spider-Man was flung from the rafter.  
>but, he quickly recovered and shot a webline at the cealing.<p>

his body only came INCHES from the ground below.

"WHEW!, that was a close one."

Spidey looked up and saw Tombstone climbing up a cealing window.

he was obviously heading for the roof.

**[Rooftop]**

Tombstone climbed up onto the roof of the newspaper building.  
>he growled as he overlooked the distant town and the night sky.<p>

**CRASH!**

Tombstone suddenly looked and saw Spider-Man (who had shot himself thru a window) standing before him.

"You're not going ANYWHERE, Tombie..." said Spider-Man, darkly

Tombstone laughed out loud at this.

"Oh, Really?  
>and, whose gonna stop me: YOU?<p>

last i checked, you didn't do too well the last time we thought, or have you forgotten the beating you took?"

"i haven't forgotten...just as i haven't forgotten how you assaulted that woman whose van you stole."

Tombstone smirked, scoffing.

"your comin' after me for THAT!"

Spider-Man narrowed his eyes.

"no crime is Too Big...or, TOO SMALL.  
>whether it's Theft, Murder or Jaywalking: I'm bringing you in."<p>

Tombstone suddenly charged, yelling out as he punched at Spider-Man.

Luckily, Spider-Man evaded the attack which resulted in Tombstone simply punched a hole thru the roof.

Tombstone tore his undamaged forearm out of the ruptured surface and glared at Spider-Man.

"Then, you're in for a Rough Time, "Do-Gooder."

Tombstone then faced Spider-Man.

"do you know WHY I'm called "Tombstone?"

"well, uh-"

"Because AFTER i'm done...a TOMBSTONE is all that's left of ya'." said Tombstone, aggressivly

Tombstone that spat in his hands and rubbed them.

"so...you gonna be a "smart" bug and run away?  
>or, do i hafta dig you a ditch, and bury you six feet under!"<p>

Spider-Man remained still and silent for a moment.

he then shot a webline at a smokestack.  
>then, another webline at another.<p>

gripping them tightly, he stepped backwards for a bit...then, stopped.

"i'll send you flowers." said Spider-Man

Spidey then leapt up, propelling himself towards Tombstone.

keeing his legs straight, he performed a flying kick at Tombstone's chest which sent both the inhuman man and Spider-Man flying off the building.

"YAAAAAAAAAAAAAHHH!"

Tombstone fell and impacted the ground below.

Spider-Man lowed down from a webline and landed on Tombstone's chest.  
>he crouched down and stared right at tombstone's face.<p>

he was breathing, but otherwise Out Cold.

"That...was for Jainie." said Peter.

CHA-CHIK!

Spider-Man looked and saw some men aiming guns at him.

"hold it right here, spider fre-"

Suddenly, dozens of police cars drove up.  
>the cars barricaded the area, keeping everyone pinned.<p>

the officers got out and aimed their guns at the men.

"DROP YOUR WEAPONS, NOW!"

the crooks all looked at each other, feeling nervous.

"you'd better do as he says." said Spidey

the man who had his gun pointed at Spider-Man...finally droped his gun.  
>the others crooks soon droped theirs as well, and put then hands up in defeat.<p>

The police approached them and began to restrain them with handcuffs.  
>a female police officer looked over at Spider-Man (who was still crouched onto Tombstone.)<p>

Spidey looked up at her...then, she spoke.

"the...chief still wants YOU arrested.  
>so, you'd better get out of here, we'll take it from here."<p>

Spider-Man was surprised.  
>but, he quickly stood up and walked off.<p>

"uhh...sure."

Spidey shot a webline and web-zipped away.  
>the police officer then looked down at tombstone.<p>

she exhaled sharply, then bent down and handcuffed him.

"the chief is just gonna "LOVE" this in my report."

* * *

><p><strong>Author Note: Sure took me awhile to get this posted.<strong>

** Anyway, this is the climax to Spidey vs Tombstone**  
><strong> In which the webhead takes down granite face for assaulting "Aunt Jainie"<strong>

** I left a few Spidey Tidbits for fans**  
><strong> along with clarifying that Spidey is well loved among the Pearson Family.<strong>

** So, if "The Big Man" ISN'T Tombstone (like on 'Spectacular Spider-Man') then who is he?**

** Well, the answer will come soon**  
><strong> along with some other Spidey Drama.<strong>


End file.
